TRC Shares Sample Clauses

TRC Shares. Owner further acknowledges that the stock certificates evidencing the shares of TRC common stock delivered to Owner as described in Section 5.1A and Section 5.1B (the “TRC Shares”) carry a legend indicating that the TRC Shares have not been registered under the Securities Act of 1933 and are restricted securities and that such securities require a one-year holding period before they can be offered for sale.
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TRC Shares. Concurrently with the execution of this Agreement, Owner shall execute and deliver to TRC a Subscription Agreement in the form attached as Exhibit B (the “Subscription Agreement”) and TRC shall issue Owner a total of 50,000 shares of TRC common stock. TRC further agrees to issue to Owner the following additional shares of TRC common stock on the dates set forth below, provided that this Agreement remains in effect on those dates: April 1, 2006 75,000 shares April 1, 2007 100,000 shares April 1, 2008 150,000 shares
TRC Shares. The TRC shares to be delivered as provided in this Agreement will be duly authorized, validly issued, fully paid and nonassessable, and free and clear of all Liens; and Parent will use its best efforts to have the TRC Shares registered under the Federal Securities Act of 1933 as amended, as well as under all applicable state and federal securities law, as provided in Section 2.2 (d) (ii), so that the Shareholders may publicly sell, trade, transfer, pledge, hypothecate and exchange the TRC shares without restriction.
TRC Shares. Owner acknowledges receiving 10,000 shares of TRC common stock (the “TRC Shares”), on January 30th, 2004, pursuant to a Letter of Intent between TRC and Owner (the “Letter of Intent”), and in connection with that certain Mineral Lease Agreement dated April 28, 2004, between the Parties, covering the Property and the Sun, Pac, and HD Claims in Xxx and Mineral Counties, Nevada, which Mineral Lease Agreement (the “Original Lease”) is superseded insofar as it relates to the Property by this Agreement. Owner further acknowledges that the stock certificates evidencing the TRC Shares carry a legend indicating that the TRC Shares have not been registered under the Securities Act of 1933 and are restricted securities. Such securities require a one-year holding period before they can be offered for sale.
TRC Shares. On execution of this Agreement, TRC shall issue and deliver to Owner one hundred thousand (100,000) shares of TRC common stock. The stock will be issued with an effective date of September 15, 2006 in proportion to Owner’s interest in this Agreement (that is, 85,000 shares will be issued and delivered to Xxxxxx Van Ert and 15,000 shares will be issued and delivered to Xxxx Xxxxxxx). TRC agrees to further issue and deliver to Owner one hundred thousand (100,000) shares of TRC common stock on September 15 of each subsequent year that this Agreement remains in effect, in the same proportion as specified above. Owner acknowledges that the stock certificates evidencing the TRC Shares may carry a legend indicating that the shares have not been registered under the Securities Act of 1933, as amended, and are restricted securities for purposes of U.S. federal securities laws. TRC represents that such securities require a one-year holding period before they can be offered for sale but agrees that in any case the restrictions imposed on TRC shares granted to Owner under this Agreement may not exceed restrictions on similarly situated securities. The removal of the restrictive legend is done by request of Owner through a selling broker to the Transfer Agent and includes an opinion letter from TRC counsel. TRC will not unduly delay any registration process that is within TRC’s control, and if TRC’s stock is registered on the Toronto Stock Exchange or any other stock exchange, Owner may elect to take any or all shares to which it is entitled hereunder through that exchange upon notice to TRC.

Related to TRC Shares

  • Exchange Shares The Exchange Shares have been duly and validly authorized by all necessary action, and, when issued and delivered pursuant to this Agreement, such Exchange Shares will be duly and validly issued and fully paid and nonassessable, will not be issued in violation of any preemptive rights, and will not subject the holder thereof to personal liability.

  • Company Shares If the managing underwriter has not limited the number of Registrable Securities to be underwritten, the Company may include securities for its own account or for the account of others in such registration if the managing underwriter so agrees and if the number of Registrable Securities which would otherwise have been included in such registration and underwriting will not thereby be limited.

  • Buyer Shares Each Buyer Share issued and outstanding at and as of the Effective Time will remain issued and outstanding.

  • Parent Shares All outstanding Parent Shares, and all Parent Shares, which may be issued pursuant to this Agreement shall when issued in accordance with this Agreement be, duly authorized, validly issued, fully paid and nonassessable and not subject to preemptive rights.

  • Purchased Shares Subject to the terms and conditions provided below, Seller shall sell and transfer to Buyers and Buyers shall purchase from Seller, on the Closing Date (as defined in Section 1(c)), all of the Shares.

  • Acquired Shares Any Shares or other voting securities of the Bank with respect to which beneficial ownership is acquired by Shareholder or its affiliates, including, without limitation, by purchase, as a result of a stock dividend, stock split, recapitalization, combination, reclassification, exchange or change of such Shares or upon exercise or conversion of any securities of the Bank, if any, after the date hereof shall automatically become subject to the terms of this Agreement.

  • Common Shares 4 Company...................................................................................... 4

  • Consideration Shares All Consideration Shares will, when issued in accordance with the terms of the Arrangement, be duly authorized, validly issued, fully paid and non-assessable Purchaser Shares.

  • New Shares Stockholder agrees that any shares of Company Capital Stock that Stockholder purchases or with respect to which Stockholder otherwise acquires beneficial ownership after the date of this Agreement and prior to the Expiration Date (“New Shares”) shall be subject to the terms and conditions of this Agreement to the same extent as if they constituted Shares.

  • Preferred Shares The Preferred Shares have been duly and validly authorized, and, when issued and delivered pursuant to this Agreement, such Preferred Shares will be duly and validly issued and fully paid and non-assessable, will not be issued in violation of any preemptive rights, and will rank pari passu with or senior to all other series or classes of Preferred Stock, whether or not issued or outstanding, with respect to the payment of dividends and the distribution of assets in the event of any dissolution, liquidation or winding up of the Company.

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